This Mobile Application End User License Agreement (“Agreement”) is a binding agreement between you (“you”, “your,” and their derivatives) and Bittrex, Inc., a Delaware corporation, having a principal office at 800 Fifth Avenue, Suite 4100, Seattle, WA 98104 (“Bittrex”). This Agreement governs your use of Bittrex’s mobile application for Android or iOS, any Updates (as defined below), and all related documentation (collectively, the “Application”). The Application is licensed, not sold, to you.
BY DOWNLOADING, INSTALLING, OR USING THE APPLICATION, YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS AGREEMENT AND THE TERMS; (B) REPRESENT THAT YOU ARE OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT; AND (C) ACCEPT AND AGREE TO THIS AGREEMENT AND THE TERMS.
1. License Grant. Bittrex grants you a limited, non-exclusive, revocable, nonsublicensable, and nontransferable license during the term of this Agreement to:
a) download and install one instance of and use the Application for your personal, non-commercial use on a single mobile device owned or otherwise controlled by you (“Mobile Device”) strictly in accordance with the Application’s documentation, this Agreement, and the Terms; and
b) access, stream, download, and use on such Mobile Device the Content and Services (as those terms are defined below) made available in or otherwise accessible through the Application, strictly in accordance with this Agreement and the Terms.
2. Reservation of Rights. You acknowledge and agree that the Application is provided under license, and not sold, to you. You do not acquire any ownership interest in the Application under this Agreement, or any other rights thereto other than to use the Application in accordance with the license granted, and subject to all terms, conditions, and restrictions, under this Agreement. Bittrex reserves and shall retain its entire right, title, and interest in and to the Application, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in this Agreement. You and Bittrex each agree that the Application constitutes Bittrex Materials and is intended to fall within the scope of Services for the purposes of the Terms, so the restrictions and limitations on, and other provisions that govern your use of, the Bittrex Materials and Services that are included in the Terms also apply to your use of the Application.
3. Content and Services. The Application may provide you with access to Bittrex’s website located at bittrex.com (the “Site”) and products and services accessible thereon, and certain features, functionality, and content accessible on or through the Application may be hosted on the Site (collectively, “Content and Services”). Your use of the Site and Content and Services is governed by the Terms.
5. Updates. Bittrex may from time to time in its sole discretion develop and provide Application updates, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that Bittrex has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality. Based on your Mobile Device settings, when your Mobile Device is connected to the internet either: (a) the Application will automatically download and install all available Updates; or (b) you may receive notice of or be prompted to download and install available Updates.
You agree to promptly download and install all Updates and acknowledge and agree that the Application or portions thereof may not properly operate should you fail to do so. You further agree that all Updates will be deemed part of the Application and be subject to all terms and conditions of this Agreement and the Terms.
6. Term and Termination. Subject to Section 10 of the Terms, the term of this Agreement commences when you download the Application and will continue in effect until terminated by you or Bittrex as follows:
a) You may terminate this Agreement by deleting the Application and all copies thereof from your Mobile Device; and
b) Bittrex may terminate this Agreement at any time without notice.
Upon termination, all rights granted to you under this Agreement will also terminate; and you must cease all use of the Application and delete all copies of the Application from your Mobile Device and account. Termination will not limit any of Bittrex’s rights or remedies at law or in equity.
7. Indemnification. In addition to your indemnity obligations under Section 15 of the Terms, you agree to defend, indemnify, and hold harmless the Indemnified Parties (as defined in Section 15 of the Terms) from any claim, demand, lawsuit, action, proceeding, investigation, liability, damage, loss, cost or expense, including without limitation reasonable attorneys’ fees, arising out or relating to your breach of this Agreement or, for the avoidance of doubt, your use of the Application.
8. Export Regulation. The Application may be subject to US export control laws, including the Export Control Reform Act and its associated regulations. You shall not, directly or indirectly, export, re-export, or release the Application to, or make the Application accessible from, any jurisdiction or country to which export, re-export, or release is prohibited by law, rule, or regulation. You shall comply with all applicable federal laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing, or otherwise making the Application available outside the US.
9. Apple Store Terms. The following terms of this Section 9 are required by Apple (defined below) for using the iOS version of the Application:
(a) You and Bittrex each acknowledge that this Agreement is concluded between you and Bittrex only, and not with Apple Inc., nor any subsidiary or affiliate company of Apple Inc. (collectively, “Apple”). You also acknowledge that Bittrex is solely responsible for the Application and the content therein.
(b) You acknowledge that you have had the opportunity to review Apple’s App Store Terms of Service (https://www.apple.com/legal/internet-services/itunes/us/terms.html) (“Apple Terms”). In the event of conflict between this Agreement and the Apple Terms, the Apple Terms shall control.
(c) The license granted to you for the Application is a non-transferable license to use the Application on any Apple-branded products that you own or control and as permitted by the Usage Rules defined and set forth in the Apple Terms, except that such Application may be accessed and used by other accounts associated with the purchaser via family sharing or volume purchasing.
(d) Subject to the terms of Section 5 of this Agreement, Bittrex is solely responsible for providing any maintenance and support services with respect to the Application or as required under applicable law. You and Bittrex each acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Application.
(e) Bittrex is solely responsible for any product warranties, whether express or implied by law, to the extent not disclaimed by the Terms. In the event of any failure of the Application to conform to any applicable warranty not disclaimed by the Terms, you may notify Apple, and Apple will refund the purchase price for the Application to you; and that, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Application, and any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure to conform to any warranty will be Bittrex’s sole responsibility.
(f) You and Bittrex each acknowledge that Bittrex, not Apple, is responsible for addressing any of your claims or claims of a third party relating to the Application or your possession and/or use of the Application, including, but not limited to: (i) product liability claims; (ii) any claim that the Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection, privacy, or similar legislation. This Agreement does not limit Bittrex’s liability to you beyond what is permitted by applicable law.
(g) You and Bittrex each acknowledge that, in the event of any third party claim that the Application or your possession and use of the Application infringes that third party’s intellectual property rights, Bittrex, not Apple, will be solely responsible for the investigation, defense, settlement, and discharge of any such intellectual property infringement claim subject to your indemnification obligations under Section 7 of this Agreement.
(h) You must represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
(i) Should you have any questions, complaints, or claims with respect to the Application, please direct those to Bittrex at firstname.lastname@example.org.
(j) You must comply with applicable third-party terms of agreement when using the Application (e.g., your agreement with your wireless carrier).
(k) You and Bittrex each acknowledge and agree that Apple is a third party beneficiary of this Agreement, and that, upon your acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third-party beneficiary thereof.
10. Sevrability. The invalidity or unenforceability of any term or condition of this Agreement shall not affect the validity or enforceability of any other term or condition of this Agreement, all of which shall remain in full force and effect.
11. Governing Law. The interpretation and enforcement of this Agreement, and any dispute related to this Agreement or the Application, will be governed by and construed and enforced in accordance with the laws of State of Washington, without regard to conflict of law rules or principles (whether of Washington or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. You waive any objection to the choice of venue set forth in Section 19 of the Terms.
12. Limitation of Time to File Claims. ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE APPLICATION MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES OTHERWISE SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
14. Waiver. Bittrex's failure or delay in exercising any right, power, or privilege under this Agreement shall not operate as a waiver thereof.